Facing Rejection
by ierjgfrejvej
Summary: Spike is rejected by Rarity. However, somepony is there to help him. 18 and up only, just in case. My first real MLP fanfic... Spike X Twilight, Spike X Rarity.
1. Chapter 1

Spike usually daydreamed of her. The beautiful, amazingly perfect pony that was Rarity. Her heavenly mane, beautiful eyes, and perfect alabaster coat. But eventually, he would always hit one question.

"Does she even like me?" He asked himself.

The question echoed through Spike's head all the time. Many numerous times, he had tried to advance, but it was mostly laughed off with something along the lines of "Oh, you're silly, Spike." or an odd look. It's like she never took him seriously. There was only one way to know for sure...

"I'll ask her today." A determined look on his face, he took a bath and set off for her house. However, many negative thoughts plagued his head. What if he messed up? What if she rejects him? But the young dragon knew he would never be at peace until he got a straight answer.

"Twilight, I'm going to be out for a bit."

"Where to?"

"Rarity's." Spike said with a huge grin.

Twilight's mouth twitched, and she almost dropped the book she was holding with her magic.

"A-alright, be careful!" She smiled. Spike looked at her strangely, but did not speak of it, letting it slip out of his mind.

Finally, after some walking, he reached her house. The steps were intimidating to him. He lifted his hand to knock, but hesitated. Shaking it off, he finally knocked.

"One moment please!" A beautiful, smooth as silk voice said in response to the knock.

The door opened, revealing her. The one mare he had eyes for. The most beautiful pony in Equestria in his eyes.

"Hello, Rarity.." He smiled.

"Salutations. I wasn't expecting you to be here, Spike! What is the matter?"

"I was just wondering if..." Spike looked down, hesitated, but took the chance.

"Maybe you would be interested in going out with me?" He looked straight into her eyes. Spike smiled a bit, seeing as he got the execution correctly... But his smile faded, seeing the expression on her face. She was... Frowning.

"Oh... I-I'm sorry, Spike but-"

"Rarity, who's at the door?" A male voice called from behind her. He saw a familiar face...

"Oh, just a friend!" She called back.

"I'm sorry, but you have to leave now." She said grimly, closing the door in front of Spike. His hurt expression did nothing to stop the door closing in front of him. He clenched his fists, tears flowing from his eyes. The once energetic dragon now felt completely defeated. Knees wobbly, and heart shattered, he walked back home, ignoring the calls of many of his other friends.

"Spike, you alright?" An orange pony with a hat called out. But her call was not answered.

He heard a familiar wooshing of air pass by him and stop. "Hey! Spike, what happened to you?" Again, he ignored it. Finally reaching the house, he lifted his hand and barely opened the door, having lost all his strength.

"Spike! Where have you been!"

"..." He stood, raising his face to meet Twilight's eyes. His vision was a bit blurry, but he could see her expression.

She approached him just as he fell to his knees, collapsing. The hurt he felt was just too much. The last thing he felt was someone carrying him, arms wrapping around him, and a blanket.


	2. Chapter 2

Waking up, Spike's opened his eyes. He recalled the last night, and the pain came back, although it was a bit weaker. When he tried to sit up, he realized somepony had their arms secured tightly around him in an embrace. Spike quickly noticed this shade of purple...

_"Twilight..."_ He could feel her breathing on his neck, and the beating of her heart against his chest. He let himself fall into her embrace, enjoying the comfort it gave him. The young drake carefully spun around to see her still in a sleeping state. Spike's eyes gazed over her facial features. He could see that she was slightly smiling.

"_How cute..."_ Spike suddenly came to realization what he just thought of and shook it out of his head.

He felt himself get pulled further towards her.

"Come here..." His face was now danger close to hers. He blushed, their noses making contact.

"I love you..." Spike's expression was shocked, his mouth hanging open a bit. His heart was beating faster now. It was now only a matter of time before their lips would meet...

"_Twilight... Loves me?" _

"Hm?" The purple pony's eyes opened slowly.

"_Oh no..."_

Twilight gasped, pulling away. Her chest heaved up and down from the quick adrenaline. She sat on the edge of the bed, facing away from Spike.

"S-sorry..." She stuttered out.

"It's fine, Twilight. Really." He responded.

When she looked over to Spike, he was smiling. She returned the smile as well.

"Let's get some breakfast, shall we?"

"Let's." Spike happily agreed.

...

"What would you like for breakfast?"

Spike was not paying attention, thinking back to the situation that happened only moments ago. He had an elbow propped up on the table, palm on his cheek.

"Spike?" She asked worriedly.

"Huh?" He blinked a couple of times.

"I asked what you wanted for breakfast, silly." She said giggling.

"Oh... Anything is fine." He could feel his face flush at how she laughed, and that smile...

"_Am I really.. falling for her?" _He couldn't help but ponder what she said earlier.

"_She said __I love you... She meant it in a motherly way, Spike!" _Two voices in his head argued.

His train of thought crashed as he heard a plate set in front of him.

"Thank you." He said before biting out of the sandwich.

Twilight went to her chair and also began to eat. It was silent, save for the sounds of crunching on the leafy greens.

"So..." Twilight said, breaking the silence.

"What happened yesterday?" She noticed Spike's facial features contort a bit, an evident frown forming.

"I... I asked Rarity if maybe she would want to go out with me..." Twilight felt a bit of sympathy, knowing well that she had recently began dating.

"...And someone was there already." Spike finished eating the rest of his morning meal.

"I'm sorry, Spike. But don't worry... She isn't the only pony in the world." She said this with a smile, but it was... off. Spike couldn't place his finger on it, but she seemed to frown just slightly when she said this. Thoughts ran through his head at this action.

"I'm sure there is some other pony out there... Watching you..." She murmured the last words.

His suspicion rose even more._"Maybe I'm just over analyzing..."_


	3. Chapter 3

The element of magic sighed to herself, washing the dishes. Being so absorbed in her thoughts and cleaning the dishes, she did not hear the footsteps that approached her.

These thoughts battled each other in Twilight's head. She loved the young dragon... But could she love him in the specific way she was thinking of? What would people think of her if they knew she loved him this way? The age difference was very significant.

"_Spike wouldn't love you that way. He thinks of you as a mother!" _She shook her head.

"_Face it Twilight, he's your assistant. Nothing more. And he's way too young for you!"_

"_Geez, he's only 4 years younger, it isn't that big of a deal... Besides, what's the worst that can happen?"_

The young dragon looked at her inquisitively. She seemed so... zoned out. What was she thinking of?

"Twi, are you alright?" She heard the said dragon's voice from beside her, a concerned expression.

"You just seemed so deep in thought... Can I help?"

"I'm fine, Spike. Thank you for asking." She tried to smile again.

_"How thoughtful... He actually cares for my well being?"_

"You're not fooling me with that smile." He now had a serious look.

"Wha... What are you talking about?" She looked back to the dirty dishes, continuing to clean.

He placed a hand on her shoulder, making her almost drop the dish she was holding with her magic. The alicorn turned to look at Spike, feeling his breath on her neck. Their orbs met contact.

"..." Spike did not say a word, losing himself in Twilight's amazing eyes. She looked away for a split second, and back to him, biting her lip.

"It's just that..." She wanted to tell him, but who knew what would happen? What if he rejected him?

"...It's been a rough day." She abruptly said, looking back at the dishes.

Spike frowned at the response.

"You're not very good at lying." It was only breakfast time and she was already saying that is was a rough day? Twilight also realized her blunder, cheeks tinting with pink.

"It's nothing, really. You worry too much." A part of her desperately wanted to just tell him, but fear overtook it.

"You can tell me anything, Twilight. Is it... "

The drake pondered whether to say ask the question on his mind, and went for it. "...About me?"

She turned off the sink at these words, moving away from the dragon. Spike noticed she tried to cover her eyes as best as she could with her bangs.

"I just remembered, I needed to go run an errand! Hah, must've slipped my mind! I'll see you in a bit." She said in a hasty manner, already walking towards the door.

"I can go with you!"

"That's not necessary." She retorted.

"Oh, but I insist."

"Just... I just need a breath of fresh air, okay? Just give me a second to think!" She was starting to get frustrated with these feelings.

"I don't get it! What's happened to you?"

"I don't know! It's...It's just you!"

"...What did I do? I don't understand..."

"I.." Her voice came softly, but stopped.

"It's alright." Spike said calmly. "I can take it."

"I think I like-"

A loud banging on the wooden door was heard by both. They turned their heads, the silhouette of a unicorn with a very carefully styled mane. Spike quickly hid away, already feeling the pain in his chest. That shadow was all too familiar.

Twilight sighed.

"Perfect timing."

She walked across the room, opening the door.

"Hello." Rarity said, though not with her usual manner of speaking.

"Hi. What brings you here?"

"I need your assistance... May I come in?"

"Yes, of course." She stepped aside to let her in. Both took a seat at the living room.

Spike, hiding behind the door of his room, eavesdropped.

"Well... It turns out that damn stallion was not the one." Rarity said with anger.

"What did he do?"

"Cheated." Rarity narrowed her eyes. "He was with another mare at Sugarcube Corner."

"Well, all I can say is to just move on. He's not the one."

"That's not what I need help with."

"Then what is it?"

"It's Spike..." Rarity blushed. "I want him back."


	4. Chapter 4

"...What?" Twilight reserved her anger. She wanted to hear what else she had to say.

"Ever since the other day, I haven't felt good... it didn't sit right with me that I did that to Spike."

Rarity paused. Twilight nodded, as if saying "go on."

"It felt terrible. Like something here..." Rarity placed her hoof over her chest. "...something disappeared."

Twilight's eye twitched. She thought to herself , "Is she for real? He's mine now!"

"Twilight, dear, is something the matter?" Rarity said in her usual fancy tone.

"No, no, no! Nothing at all!" She faked a smile. But inside, she was gritting her teeth.

"Well... Could I talk to him?" Twilight hesitated. Part of her just wanted to just outright kick her out, but another side told her to give Rarity a chance.

"He's been very stricken about it... I don't think now is the best time to talk to him, Rarity."

"But...but..." She tried to reason.

"Rarity." A voice softly spoke.

Both mares looked to where the voice came from, eyes darting away from each others to Spike.

"Spike..." Rarity smiled.

The young dragon approached the one who had broken his heart.

"I wanted to talk to you.."

"As did I." Spike cut in. "I'm very sorry for the way I acted, Rarity. I was acting stupid, thinking that you would feel the same way I did."

Rarity stood silently, eyes and mouth wide open.

"It was foolish of me to think that you would be mine. Furthermore, I was acting impulsively. I'm..." Spike paused, before saying the next words.

"I'm happy for you two. I hope you can find it in your heart to forgive me."

Rarity stood with a stunned face. Spike looked at her with a serious expression. Twilight's eyes darted between the two, studying their facial expressions.

"Spike.. You misunderstand...I..." Rarity tried to say what was on her mind, but couldn't make it come out.

Without another word, Rarity hastily turned around and went out. She closed the door behind her, the sound of gears locking erupting. Twilight swore she could see a tear flow.

Now only Spike and Twilight remained, both completely still.

"It's over..." Spike said. Twilight only stared at him as he said this.

"It's.. o-over.." A tear fell from his eye and on to the wooden floor, a small spot indicating the tear that was once there. "She's gone."

Twilight knew that wasn't her intention, but what happened had happened. She tried to comfort him, pulling him into an embrace. His face was buried into her back, crying into it.

"I really liked her, Twilight..." He stuttered out.

"I know... I know..." She moved her hoof up and down on his back as a means to sooth him.

"Well... At least you're still here with me." Spike looked up to her, a quivering smile showing.

"Of course, Spike. I'm here for you." She also smiled.

Spike returned her comforting hug. Her warmth was pleasing, and the act helped his sunken heart.

When the hug was finally broken, a faint blush was on Spike's face. He turned away, hoping Twilight didn't see.

"_She might get the wrong idea..." _He said to himself.

Little did he know that Twilight was also trying to hide this.

"_Now is definitely not the time for this!"_ The latter said to herself.

"Well.. I'll get started on those chores." Spike said.

"You don't have to do that, Spike. You should take the day off. You've been working too hard." Twilight replied.

"Now you're just worrying about me too much. I'm fine. " He smiled. "After all, I'm your number one assistant." 

Twilight smiled at this comment. "Just don't force yourself for me."


	5. Chapter 5

Spike wiped the sweat from his forehead and let out a relaxed "phew" from his hard work. He looked around himself, and saw that the tree house was as good as new. Every chore had been finished, each done with careful, precise work. The drake smiled at his handiwork, then went over to Twilight, who was sitting on a chair reading some book.

"Twilight..." He panted slightly. "Is there anything else that needs to be done?"

The unicorn looked up from her book and took a quick glance at her surroundings and saw the house was literally spotless.

"Why, Spike, you've done everything!" She looked at the time and saw that his chores had been done right on time.

"Are you sure there's nothing else I can do?" Twilight noticed Spike's smile tip downwards, even if it was only for a moment. Something was up.

"Why?" She questioned. "Do you want more chores? It's getting late." Twilight motioned towards the clock, which read 11.

Spike tried to laugh it out. "Well... No. Not really, but..." He trailed off, not finishing. His green eyes darted to any other spot other than where Twilight was. "...I'm just bored."

Twilight looked at him oddly. "There isn't anything else that needs to be done... but maybe you could say what's on your mind right now."

"What are you talking about?" He replied nervously.

"This isn't yourself... This is not the Spike I know."

"I'm fine." He said firmly. "I'm completely... fine."

She looked at him with disappointment. His answer was clearly not the one she was looking for.

"Why won't you tell me? What are you afraid of?"

These words, for some reason, hit him in just the right spot. "I just don't... I don't want to think about _her_." His tone was hurt.

"Whenever I think about her, it... it just screws me up. I can't think straight, I feel messed up, and..." He sighed once more.

"I'm trying to get over her." He frowned as he said this. Spike looked down at the ground, not wanting to look at Twilight.

Twilight processed this in her head. After a few moments, she spoke. "You should go get some rest, Spike. After doing all of those chores, and this thing with Rarity, I think it's the best thing to do."

Spike hesitantly nodded. "Yeah, you're probably right."

Going back up the stairs to his and Twilight's shared room, he shut the door then plopped himself onto the small basket.

"Ugh..." Spike groaned, not feeling well at all. He shut his eyes, waiting for the darkness to take over.

He waited.

Then waited.

But no sleep ever came. He groaned again, tossing and turning in his bed. He looked at the time, and found that an hour had already passed. Finally, he head the door open, and saw that Twilight was going to bed. She laid down.

"Twilight?"

"Yes, Spike?"

"Could I... sleep with you again?" Spike blushed. "It would really help me sleep better..."

"Of course." Spike smiled at her response, laying down next to Twilight. He felt a lot more calm and relaxed with her by his side now. He suddenly gasped, feeling Twilight wrap her fore legs around him, pulling him into warm embrace.

"Relax, Spike..." She whispered in his ear. This only made him blush more furiously than before.

"Goodnight."


	6. Chapter 6

Woken up by the bright rays of light penetrating the glass window, Spike yawned in satisfaction, rubbing his eyes. He came to realization that no one was hugging him anymore, so he looked to his side and saw nopony. Spike walked downstairs groggily, still slightly tired. But he was curious as to where Twilight went. His eyes spotted a piece of paper at the table where they both usually ate.

His eyes scanned the paper, side to side, line by line. After close inspection, he sighed. She had to run some errands for some potion she was experimenting with.

"What is there to do...?"

Thinking, he bit the tip of his thumb. "What to do..." He thought of chores. Being a librarian's assistant, that was his first thought. To dust the books, arrange them in a certain order... However, as he looked around, he found everything to be clean. He facepalmed, realizing that he had done everything the other day already.

"Maybe I could visit Ra-"

His lips curved downwards into a frown at this thought. His eyes looked down sadly, knowing that "that" wasn't an option anymore.

"This... is getting ridiculous." Spike said out loud. "Why can't I get over her?" His eyes threatened to tear up again, as he clenched his hand into a fist, slamming it down on the table.

"Darn it..." Biting his lip hard in vain attempt to stop the tears, he walked into the bathroom and looked in the mirror. Tears were once again falling freely. He stood there, watching his mouth quiver while slow moving droplets of water glided across his scaly cheeks. With a sigh, the young drake twisted the knob of the sink and put together his hands below the faucet, before splashing it onto his face.

...

"So, any luck?" Twilight asked with a tint of hope in her voice. Rarity had recently decided to lock herself in her home, which alerted her friends, as this was very unusual. No one knew what caused this, except for Twilight and Spike.

"No. She really isn't coming out of there." Rainbow said in defeat, suspended in mid-air. "Don't worry about it, you know she usually goes through some mood swings."

"Well, her customers ain't gonna be happy about that." Applejack said, worried.

"I-I tried knocking on the door, but she told me to g-go away..." Fluttershy said dejectedly, reporting from having just tried.

"Maybe we could try..."

"No, we are not going to do that Pinkie." Twilight rolled her eyes.

"But why?" Pinkie asked in her usual, hyper-energetic self. "You haven't even heard it!"

"Well, we're going to have to get her out somehow..." Twilight already knew the solution. It was most likely going to take Spike to do this, but who would want to see the one they used to love right after their rejection? And besides deep inside, she of course had her own personal feelings... But it was conflicted. All of these lessons of friendship, all of those events... Shouldn't she do this for her friend? At this, she finally decided.

"I think it's best if I brought Spike here to talk to her." Twilight spoke to the others.

"What makes you think he'll have more luck than the rest of us?" Rainbow asked coolly, fore hooves behind her neck in a resting position, mid-air.

"Well, it wouldn't hurt to try, would it?" Applejack responded.

**I'm sorry for not updating soon enough. I would use an excuse like "It's finals week" or "Writer's block," but I'm sure you've heard it all before. I'll try to update more. Once again, my apologies for not updating, and thank you for those who are still following this story. **


	7. Chapter 7

Spike sat on the couch, his head hanging off the edge. He stared at the kitchen fosset, a few drops falling every once in a while. He was zoned out, thinking of a certain somepony. No, not Rarity, but Twilight. Recalling the way his heart thumped during her "confession." Technically, it wasn't, but her actions after his rejection were... alarming. There was something off about it.

The door opening crashed his train of thought, as he sat up, a bit dizzy from having his head upside down. It was Rainbow Dash. He called out her name, questioning her appearance.

"Rainbow? What are you doing here?"

"We have a bit of a problem..."

He tilted his head in confusion. "What's wrong?"

"Oh, nothing major. Just our dear Rarity having a bit of a drama session." She laughed a bit, but Spike did not smile. He kept a stoic expression. Spike hadn't even noticed that she was talking more about it, as he had unconsciously blocked out everything when he heard the dreaded name: Rarity. "...so we kinda need your help getting her out. For the, um... the customers!"

Rainbow looked at him, seeing the drake think. He stood silently, before finally saying, "I don't think I should do that."

"Why not? We're counting on you!"

Sighing, he shook his head. "So Twilight hasn't told you guys yet, huh?" Seeing how that got her attention, he went on to tell the painful memory. After he finished, she had a look of sympathy.

"Geez... Well, I'm sorry to hear that." Rainbow said with a remorseful tone. "But that only further backs it up! We think that you're the only one who can pull this off!"

Spike stared blankly, before nodding hesitantly. "Alright... I'll try. But no promises on this working." They both went out, while Rainbow told him to get on her back. And once again, he zoned out back into his mind, hearing her say something along the lines of "...don't you dare touch the wings..."

He doubted this whole plan would work. After getting in Rarity's way, wouldn't he be the last person she would want to see? Though it was odd...

"Why would she be locking up herself now of all times?" He recalled the stallionfriend that he heard. Sounded very... annoying. He knew that accent, or whatever he had. It made him grit in teeth in anger when he first heard it.

"None of us know. It was really random, how she did this."

Within a few seconds, they arrived very quickly, courtesy of Rainbow's speed. The rest of the gang was there outside, waiting.

Twilight was the first to notice their arrival, turning around and looking at Spike. Spike's eyes widened a bit at her expression. When she turned for a moment, he could see this certain look that wasn't exactly... Good? It was hard to explain. It was just off.

"Well, go on then. We'll be right here." Applejack said, assuming he already knew what to do.

"Nothing to lose..." Spike thought to himself. He confidently walked up to the door and knocked.


	8. Chapter 8

There was no answer. After a few moments of complete silence, he knocked again. The result was the same. Finally, he decided to call out her name, in hopes of something else happening.

"...Rarity?" Spike gulped as he said her name. "It's me, Spike."

For a second, he thought that it was hopeless, as there was no sound of anypony, but felt his adrenaline kick in when he heard faint movement. The mane 6 looked wide eyed, in anticipation. The door slightly opened wide enough for Spike to peek in. He stepped in and looked into the darkness, before being pulled in sharply by force.

The mane six all looked at each other and shrugged. "Well... I guess it worked?"

...

"W-whoa!" He shouted in surprise and tripped down, falling onto his stomach. The door closed immediately after he was in. His eyes were greeted with the sight of her, staring down at him with those gorgeous eyes of hers. But noticeably, her makeup had been ruined by tears. Her mane was also obviously not in check. They both stared into each other's orbs for a few moments, before Spike started to retort, trying to move before he realized that her fore hooves were between his body.

"R-Rarity, what the heck...?" He then saw her close her eyes, leaning forward to his face. For a moment, he felt like he couldn't breathe, watching her close in.

_"Is she..?" _Suddenly coming to his senses, he turned his face over to the side to avoid her kiss, her soft lips only touching his cheek. He felt slight regret, but shrugged it off, forcing himself off of the position he was in.

"Feeling frisky, my little Spikey Wikey? What's the matter?" she said playfully.

"Rarity, I... I can't do this! Didn't you say that you already had somepony else?!" Spike shouted a bit too loud in anger. "What do you think you're doing?!"

Rarity averted her eyes for a moment, before responding, "Spike, I... well, he..." She couldn't think of a way to make it sound nicer than what was happening.

"That special somepony I had... didn't really turn out to be the one after all.." she said sadly, though it was sincere. The tone of sorrow in her voice wasn't the usual "fake" one. It was genuine. Spike looked at her in half sympathy and frustration.

"So what? Am I your backup plan?" he said, voice laced with venom. She feared this was what he would say, immediately responding a bit too fast.

"No, that's not what I mean... Well, if you put it that way, I sound very evil." she laughed halfheartedly.

"During that one night, when I saw Hoity Toity with another mare, I thought of my actions. Turning you away, just for some potential shot at fame." Her eyes started to tear. She tried to resist, but they fell anyways. But her voice remained intact.

"I thought of the times you helped me. Those times of finding gems for me, and trying to win my affection. I only realized that night how much you really meant to me, Spike."

Spike couldn't help but feel his heart warm up, as if revived from it's previous state.

"So I want you back, Spike. I... I shouldn't have pushed you away like that." she moved closer to him.

"Please, accept my love for you."

"I... uh..." Spike said dumbly, frozen. He had begun to develope feelings for Twilight the past few days, and now Rarity wanted him back?

"I don't know, Rarity. I'm still a little... heartbroken, by what happened." he said solemnly. "...But I guess I could try."

Rarity cheered a "Yes!" in success and proceeded to hug Spike, planting kisses all over his face. Blushing, he returned the hug. He almost didn't want it to stop.

"N-not that I'm not enjoying this, but the others are still worried about you. They're outside."

"O-oh, right." she blushed, having been so absorbed in kissing him.

...

**I'm sorry if my chapters have been decreasing in quality lately. If so, please tell me in the reviews. **


	9. Chapter 9

**WARNING**

**This chapter will be almost completely, if not completely, replaced. It has come to my attention that this chapter is heavily flawed and needs revisions.**

Rarity opened up the shop, previously closed with all of the shades drawn. As soon as the rest of the group saw this, they rushed to the door and greeted her, them being so worried over their dear friend.

"Rarity, what happened? Are you alright?" Applejack questioned with worried expression, the rest also curious to what had caused their friend to react so drastically, closing up shop and shunning all of them.

"I'm fine. I was just having one of those breakdowns, that's all!" She laughed, though her friends were hesitant to accept her reasoning. For a moment, it was quiet, until Twilight finally spoke.

"Well, we better get going. We don't want to intrude any longer. Right Spike?" Twilight said with a fake smile.

"Oh, but I actually needed Spike for a bit! There is this outfit that I absolutely need him to try!" Rarity batted her eyelashes at him, tightening her hug.

"Unfortunately, his schedule does not allow for such a thing. Sorry." Twilight retorted, trying to pull Rarity from Spike. But she had a iron grip on him.

The drake felt torn at this, not sure how to react. He blushed as they argued over him, with the rest of the group just staring at the conflict. Eventually, the two mares realized this, both backing away from Spike with blushes.

"Just a breakdown? Really?" Rainbow crossed her hooves on her chest, and looked as if she was deep in thought. Then it clicked. With how Rarity had this sudden breakdown, taking Spike to solve it, and Twilight seemingly hesitant to let him go.

"Huh...?" Rarity looked just as confused as the rest of them.

Applejack looked at Rainbow oddly, noticing her actions. Rainbow quickly went to Applejack and whispered into her ear.

"Wha-?" Her green eyes widened, as he nodded. "I guess that does make sense."

Rainbow Dash repeated the same process with everyone else, except Rarity and Twilight, all of which she told had the same reaction as Applejack. Pinkie simply squealed hopping up and down. Fluttershy only blushed.

"...I think we all better get going. Right?" Rainbow said, with Pinkie Pie, Applejack, and Fluttershy nodding.

After they all left, the two remaining mares stared into each other, anger burning inside both of them.

Twilight huffed, clearly annoyed. She muttered under her breath "Yeah, right."

She eyed the element of generosity viciously, not buying her excuse. It was clear to her that something had happened during those few moments that Spike was inside the house, noting that Rarity had her hoof around Spike securely, rubbing his scales. Her eye twitched, before she coughed and calmed herself down somewhat.

"A breakdown, huh?"

"Yes, a breakdown."

"Somehow, I feel like you're lying." Twilight snapped back, with a harsh tone.

"Twilight, dear, why are you so tense?" Rarity said calmly.

"Why are you playing dumb?!" Twilight yelled, stomping her fore hooves. "I know you're hiding something! I know something happened when we were all out there."

"And so what if something did happen? You don't own Spike! He can make his own decisions!"

"He is still too young!" Twilight glared at her, while Rarity only smirked, unmoved by the purple mare's anger.

"Calm down, Twilight, if you keep narrowing your eyes like that you'll get wrinkles!" Rarity laughed at her own comment.

"After all, why are you acting so affected? I just want to spend time with him. What's so wrong with that?"

This statement made Twilight back down, a mixed expression on her face.

"Ooh, it looks like I hit a nerve. Is it because I want my little dragon back? Perhaps you've... developed an interest in him?"

Spike looked up to Twilight, also wanting to know the answer to this. The way she was acting was very off from how it was before. Something had caused her to act this way.

"I... I guess I have."

Spike's heart skipped a beat as those words left Twilight's mouth. Sure, he had a his suspiscions, but it was still surprising to him.

"Let's let Spike choose." Twilight said calmly, in contrast to her angry tone from before.

"Agreed. Well, Spike?" Rarity smiled at him seductively, biting her lip and giving a wink. Twilight rolled her eyes at this, scowling.

"I..." Spike narrowed his eyes and looked at both of them, before looking downwards. "I'm not sure. I need time to think... everything is happening so fast."

His eyes darted from Twilight to Rarity, his mind thinking back to the times he shared with both of them.

Twilight - Practically his mother. She raised him ever since he was just a hatchling. She was always there for him, in his worst days. When Rarity had rejected him, she provided him comfort nopony else could have given.

_"She healed my broken heart."_

Rarity - The one who had stolen his heart from the beginning, ever since his first day in Ponyville. He always had eyes for her, loyal, never betraying. Nopony else had this effect on him. And who seemed to just be user of others, came out to be the opposite, as he had heard the sincerity in her voice when she confessed.

"I... love..." The two stared at him, waiting in anticipation: who had he picked?

"...the both of you." Spike finally said after a long pause, and following this was another, no one in the room speaking a word.

"And before either of you can argue... I honestly cannot pick. Both of you just mean so much to me. You can't just choose between two ponies who have been by my side this whole time."

They both seemed to understand, nodding and listening closely.

"I'm sorry. It's just so difficult to come up with a straight answer right now..."

Rarity opened her mouth to intervene, but was not able to say anything. She looked to Twilight for her reaction, and saw her more or less same expression. "I... don't know what to say." Rarity spoke in quiet words.

"Spike, I don't think it's that simple. Both of us...?" Twilight looked at Rarity and met her eyes briefly. They were unsure. Just like hers.

He sighed, and turned away from the both of them. "Ugh, I can't think straight like this..."

The young dragon stood there in the same posture for quite some time, lost in the maze that was his scattered thoughts.

"I just need time sort all of this out."

"Of course, Spike." Deeming it appropriate, he left the carousel without a look or word, leaving Twilight and Rarity there. Rarity looked up at Twilight and saw her serious expression, eyes looking like they'd burn the ground.

"So... ceasefire?" Rarity asked.

Twilight nodded. "Yes. He needs time to think this all through... we can't pressure him for a choice now." With a sigh, she started towards the door, following where Spike went.


	10. Chapter 10

"Spike had wandered the (most safe) parts of the Everfree in hopes of coming to a conclusion. He had judged from both Twilight's and Rarity's reactions that they wouldn't be very accepting of such an idea. The idea of the three of them being together, of course.  
"Ugh, what was I thinking?" He put his hands on his forehead, sighing frustratedly. Why was it so hard to choose? He thought that it was a no brainer of course, but the more he thought of it, the more difficult it became.

_Twilight's place_

"What have I gotten myself into... they'll surely be looking for an answer soon. It can't be avoided..."  
Twilight was currently trying to keep her mind off of the recent... complications, avoiding anything that could possibly remind her of the dragon she was assigned to take care of from the start. As she sat on her chair, her mind refused to concentrate on the book before her. It was simply impossible. Sighing exaggeratedly, she dropped the book to the floor, fore hooves moving to her head and pressing down on it as if it would make this unshakeable feeling go away."Spike... what will you do?"

_Rarity's place_

And the same thing was happening to the element of generosity. She didn't want to think about it, as she also had work to do especially with her sudden closing of the shop. Orders were flooded quickly, and time was running short. Unfortunately, she would always lose focus and mess up a single detail, causing her to start all over again.  
"No...no... NO! This is NOT working!" she suddenly threw away the piece of silk cloth that she was threading.  
"Spike..." Deep in her mind, she was also worried of how things would unfold.

Since Spike had no other place to sleep in, he knew he had to go back to the tree fort.  
"I don't want to be bothersome and ask other ponies for a place to stay the night..."  
So he went back on his way home, finding another problem: How he would confront Twilight. Hopefully, he'd think of something before getting there, but he knew that avoiding it would only be prolonging the inevitable. The night was beginning to take over, so he sped up, seeing the familiar tree up ahead.  
"Ah, what do I do, what do I do...?!"  
"As he got to the door, he was shaking, heart throbbing almost violently in his chest. He felt as if it was pounding against his chest, along with cold sweat running down his scales. Before he could open the door, it swung to his side.  
"Spike! What are you doing out here?" she looked worried at first, then angry. Hastilly, Spike felt himself get tugged into the house.  
"We were so worried about you! All the others didn't know where you were..."  
"Don't run off like that, Spike." He heard another voice coming from the living room, hoofsteps approaching him. And to his surprise, Rarity was also here. "We thought... something bad might've happened..."  
"Or maybe that you ran away." Twilight finished, looking hurt. She quickly pulled him into a quick hug, before scolding him by the shoulders.  
"W-well, I'm fine..." He said blushing lightly.  
"Even so. You made us both so scared." Rarity also looked as concerned.  
"I'm very sorry. I just needed some time to sort things out by myself." he apologized, lowering his head.  
"Just don't do it again, darling..." Rarity nuzzled his cheek lightly, still frowning. The three stood there for a few moments, before Twilight coughed.  
"Well, will you look at the time... it's getting rather late. We should all get our night's rest." Spike nodded and yawned slightly. "Yeah, I think I'm going to turn in... I'm really tired." Twilight motioned for Spike to head on to his room, and as soon as his bedroom door shut, she stared her "rival" down. "Well. I guess this is farewell."  
"Rarity felt disappointed at first, taking the hint that the other pony wanted her to leave. But a sound of thunder made her squeak, before looking to Twilight in a pleading manner.  
"Ugh!" The other pony sighed exaggeratedly, knowing she couldn't let her friend just trudge in the rain. It could be dangerous to talk out so late, and with this kind of weather. "We'll just share my room." Rarity took a moment to respond, before nodding a bit awkwardly. "Ah, yes! Of course. How generous of you..." She said before giving an exaggerated yawn. "I need my beauty sleep..." Twilight cocked her head at this before heading to her room, Rarity following behind. She had an idea.

The two mares laid in bed together, one of them waiting about an hour to execute her plan. A soft snore came from one of the mares, indicating that she was asleep. The other, however, still had their eyes open, turned backwards from the other. Quietly and carefully, she slipped out of the covers. hooves lightly clopping on the wooden floor. A smirk curved onto her mouth as she got to the door and looked back.  
"You snooze, you lose." But little did she know that Twilight had feinted it, the other mare's eyes opening as the door creaked shut.  
Rarity tip-hoofed her way across the hall to where Spike was, opening the door to his room. Peeking, she saw him dead asleep, snoozing softly. Rarity crossed about halfway to the bed until she heard something like a floorboard creak. Ignoring it, she took another step.  
"What do you think you're doing?" A voice suddenly hissed from behind her, almost making her yelp. She turned around saw Twilight poking her heard from the small opening of Spike's bedroom's door, glaring.  
"First come first serve, Twilight!" She said in a defiant, victorious tone, getting to the bed and sneaking under the covers. Looking at Twilight, she stuck out her tongue, making a sound. Twilight, not one to back down, went to the opposite side of her, gently taking Spike more over to her spot.  
"You don't know when to quit, do you? He's mine!" She whispered loudly and pulled Spike back. They kept at this, until they heard Spike groan softly, making them both cringe. The two stared at each other for a long time, before seemingly coming to a temporary truce, both carefully wrapping their hooves on either of his arms. He seemed to sigh contently at this, unconsciously pulling them closer. Both looked satisfied at this, snuggling their respective sides lovingly and beginning to sleep. But how they would explain this in the morning, they didn't know.


	11. FINALLY, CHAPTER 11!

**Haha... hey guys... I hope you didn't forget about me. ****_*Prepares for incoming tomatoes*_**

"Mmm..."

"Spike..."

"..."

"...huh?" Spike came to as he heard his name get murmured, twice. Opening his eyes slightly, he noticed that he was smushed together by two very fluffy pillows. Instinctively, he buried himself into both more, pulling weakly to get them against him more. He sighed as the warmth surrounded him, making him want to sleep in more, but he knew Twilight would most likely awaken him short of another good sleep cycle. Trying to get out, he realized that he had himself stuck. "These are some pretty heavy pillows..." Spike chuckled to himself, then realized: "Two pillows? I don't remember having three...!" Finally, he realized that these two pillows, one a lavender, and the other a pure white, were Twilight and Rarity, resting with their front hooves grabbing onto him in a tight, but pleasant snuggle.

"Oh, Spike... be mine." The white pillow turned around to face him and press it's muzzle onto the top of his head, rubbing the head scale as her hooves pulled on him. This caused him to drift further from the light purple pillow and make her grumble.

"No. Come back, my little dragon..." Twilight also turned back to face him and also tugged, causing him to be further entangled between the two mares. Spike blushed as they still unconsciously snuggled him. It was like heaven for him, the rubbing and softness against him was so satisfying against his scales. For now, he laid back and enjoyed it, knowing this would probably not ever happen again.

...

"Hmmm." Spike opened his eyes as he heard the noise from his right side and saw Rarity running her hooves up his chest with a seductive look, batting her eyes. She had woken up. "Good morning."

"Good morning." He replied sheepishly, smiling slightly. "Uh, why are you two in my bed?"

"Why not?" Rarity pouted and mimiced a sad voice. "Do you... not want me here?"

"No no no, it's not that! It's just... I didn't expect..." Spike paused. "I do want you here. Not to sound weird or anything..."

"Mmm." She seemed pleased by his response and gave a sort of purr, then looked over his shoulder to see Twilight still snoozing quietly.

"Then... why don't you choose me?"

He held his tongue for this. He still had not given this enough thought, and remembered the other day with both her and Twilight. It didn't feel right, if he were to put himself into a situation with exclusively her or the other. Countering this was the fact that he couldn't _have_ both of them. Right?

"I'm just confused right now. I don't know." He closed his eyes and looked down, deep in thought.

"Then, let me help you look my way." Before Spike could react, he felt something soft push against his lips and realized it was Rarity's. Spike let out a soft 'mmph' and was too shocked at the moment, his eyes wide while Rarity's had hers closed. As he recovered, he slowly melted into the kiss, pressing against her gently. They were so perfect. Soft, and luscious, he was hypnotized, holding it as long as she wanted it. As she pulled away, she had a smirk, her eyes lidded.

"How was that?"

"...Perfect." He responded, blushing deeply. "L-like you." His comment made her blush lightly and slowly moved her front hooves to his cheeks, pressing against his scales affectionately.

"Cute." They stared into each other's eyes for a moment, before her eyes widened.

"What's wrong?" He asked, alarmed, afraid that he had done something wrong.

"I forgot about the shop...! I have an important customer coming." She got up quickly and started for the door, but before she left, she gave one last look back, putting on that same alluring expression she had earlier. "We'll continue next time... come visit me soon." Rarity then blew a kiss, and left, leaving Spike's heart racing and himself quite happy. Everything was turning around for him now. Just one day, she rejected him, and the next she was blowing kisses and hugging him. This also made him worry, however, though he'd never think this as the truth, nor did he want to: she was simply rebounding off a relationship, and he was just some thing to make her feel better temporarily. He had heard of such relationships, where ponies just keep dating somepony else after breaking up immediately.

But Rarity wouldn't do that, right? Pushing these thoughts aside, he was about to move when he felt something tug on his arm, and saw Twilight also awake now, her purple eyes meeting his as he turned to face her. "Good morning, Spike."

"Good morning, Twi-" He was cut off as she pulled him close, pushing him against her with a bit of magic and cuddling the dragon. His cheeks tinted pink as she did so. She found this irresistibly cute, nuzzling his cheek.

"Heehee. Cute..." Finally, after a while, she stopped, relenting in the cuddles, making Spike a little disappointed.

"What was that all about...?" He had a smile on, the affectionate hug making butterflies fly all around his heart.

"Nothing..." She simply blushed the same way as Spike did and got up. "What would you like for breakfast?"

"Anything is alright with me..." Spike had a dreamy look on as he still recovered from earlier, then followed Twilight downstairs to the kitchen. He couldn't help but notice though, the view in front of him, seeing Twilight walk quite slowly. But the way she was walking was... exaggerate. Her flank was swaying, her tail also subtly letting him peek at the...

'Oh my gosh...' His face went bright red, and he almost tripped, before looking away in shame. Twilight giggled at this, and he looked to see her looking at him with a look similar to the one of Rarity's: alluring, lidded eyes, and a small smile on the corner of her lips. Twilight had never acted like this before, but he wasn't particularly against it, feeling something between his legs try to emerge, but he forced himself to try not to think of anything dirty.

"Something wrong, Spike?" They finally got to the kitchen, and he was a blushing mess. "N..no, not really..."

She giggled again, that soft giggle making his heart throb even more.

"Well, alright. I'll get to making us some toast and butter then.."

"Ok.. I'm going to... wash my face." He quickly ran to the bathroom and locked the door behind him, his feelings now turning into confusion. The way Twilight and Rarity we're acting, he felt like he was going to explode.

"I... who... who do I like?!"


	12. Chapter 12

The morning went normal, unexpectedly. Twilight didn't seem to act any different than usual like before, which confused Spike to no end. What was earlier all about then? It made him zone out just thinking of it. It didn't help that he didn't know who he truly loved; Rarity or Twilight, that is.

"Thanks for the breakfast, Twi. I think I'm gonna go to my room for a bit." Twilight did not respond, simply washing dishes with her back turned as he went up to his bed and closed the door behind him. It was very stressful for the young dragon, being exposed to something like love so early.

'What do I do, what do I do...' Two ponies came to mind. An irresistibly beautiful one, and a caring, loving pony who has always cared for him. He had a huge crush on one, and the other, he was definitely developing one for. "How can I decide? They're both so... perfect." He dreamily smiled and closed his eyes, thinking back to the good times he shared with the mares.

A knock interrupted his thoughts and he sat up. He had been siting against the wooden door, and the loud noise had gotten his attention. "Yeah?" Spike answered the door as he opened it. Twilight. "H-hey, Spike!" She said pretty awkwardly and coughed right afterwards. "I was wondering if maybe you'd like to... go get ice cream, or something." Her smile was pretty forced and her cheeks were a light pink. The dragon smiled at this and gave a nod. "Yeah, I'd love to, Twi." The sound of the nickname rolling off of Spike's tongue made her own chest swell.

Twilight's eyes fluttered and she her expression turned into one of delight, relied, and surprise. Spike simply smiled at this. She was way too cute, acting this nervously when she was usually confident in their usual everyday conversations. "Then... it's a date."

**Hey guys. I'm really sorry about everything. Don't think I haven't forgotten about this story, I'm in fact always thinking about it. The viewers, followers, all of that stuff. I'm just worried about how I'm supposed to lead this story and end it. I'll try to update more frequently.**


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